


A Rare Night Alone

by McGillaKutty



Category: RWBY
Genre: Balls Growth, Belly Expansion, Breast Expansion, Dick Growth, F/F, Futanari, Futanari Nora Valkyrie, Lactation, Nipple Penetration, breast feeding, cumflation, excessive amounts of cum, multiple dicks
Language: English
Status: Completed
Published: 2019-08-30
Updated: 2019-12-05
Packaged: 2020-09-30 15:59:38
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 2
Words: 4,470
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20449733
Author URL: https://archiveofourown.org/users/McGillaKutty/pseuds/McGillaKutty
Summary: Nora and Weiss are left alone for the weekend and decide to spend some quality time together.





	1. Left Alone

**Author's Note:**

> This chapter contains Breast Expansion, Lactation, Breast Feeding, Cumflation and Belly expansion  
If you don't like any of these, then don't read.

It was late afternoon on a rainy Friday as Weiss and Nora walked hand-in-hand under an umbrella towards the hotel the Heiress had rented a room at. The pair were alone for the weekend as Blake had won a pass for four people on the Northern Black Crystal Express. She offered the fourth spot to Weiss but she declined it, stating that she had, unfortunately, private matters to attend to. This was true, but unbeknownst to Weiss, having the day off on Friday meant she was able to get all her jobs done sooner than she had anticipated but the train had left at lunch time, a good two hours before she had finished. Fortunately for her, Nora was eager to spend the time with her as Pyrrha had taken up Blake's offer. It was more Nora's idea to let her go, as Ruby would be able to have more fun with Pyrrha than with herself.

With the others not due back until late Sunday, the pair had looked around for a place to stay for the weekend. Nora did most of the searching, Weiss was busy sucking the red-heads 40cm dick as they were laid out on the bed. 

Sometime later, Nora was able to find a hotel that piqued both their interests. The Royal Heights Hotel was the name of the establishment and its near perfect rating was, in part due to the gorgeous employees the hotel hired but mostly because of the provided Enhancer's that were in each of the rooms. Quickly booking a room, getting dressed and grabbing an umbrella, the pair made their way towards downtown Vale, with Weiss looking like she was ready to give birth any second from the amount of cum she had swallowed.

By the time they had reached the ornate front doors, Weiss' belly had returned to its normal, flat shape. Opening the door to let Nora in, the pair were greeted by a warm blast of air the second they stepped inside. The front foyer was rather simple but incredibly ornate. The only thing that really stood out were the front desk and the elevators. Walking up to the desk the girls saw that the reviews weren't lying about how gorgeous the girls were.

"Hello and welcome to the Royal Heights Hotel. My name is Tarris, how can I help you?" The girl introduced herself, her midnight blue eyes appearing as if they were sparkling as she spoke, something that Weiss and Nora barely noticed, they were having a hard time keeping their eyes of Tarris' massive breasts that were straining the bikini she was wearing.

"Good afternoon. My name is Weiss Schnee. I made a booking here for two?" Weiss said, managing to rip her eyes away from Tarris' bust.

"One moment..." Tarris trailed off as she started typing on the computer. "Ok, I found you. You're on floor 20, room 152." She said, as she looked around for the correct key. "Everything's all paid for, so you're good to go, so please. Enjoy." She said handing over the key. "Oh and girls? These are real, only for tonight~" Tarris flirted, hefting her bust to emphasis her point having noticed the girls blatant stares.

Laughing a bit between themselves, Weiss and Nora waved goodbye to Tarris and headed for the elevator. As they ascended, Nora pulled Weiss in for a deep kiss. Much too soon for the girls, they reached their floor and had to pull away from each other.

"I think we can wait a few more minutes." Weiss said, taking Nora's hand and followed the signs that showed which way their room was.

"But we waited the whole time we walked here." Nora pouted, playfully over-exaggerating her expressions.

Rolling her eyes at Nora's display, Weiss found the room they would be staying in and unlocked the door. Stepping in, the pair were almost taken aback at how beautiful and luxurious the room was. The walls were lined with portraits of girls and futanari with massively enhanced assets. There was a plush king sized bed pressed up against one wall, a door that presumably lead to the bathroom and a small bar set-up in the corner.

Locking the door behind them, Weiss turned around to see Nora had already stripped herself naked and was facing the Heiress, her full erection on display and her balls were filling up to their full size which rivalled basketballs. Giggling at the display, Weiss followed Nora's example and stripped herself of all her clothes as well. Gathering up the pile of clothes, Weiss was going to dump them on the table but found an greeting card there, which stated that they could have their clothes washed at no extra charge.

"Hey Nora? Do you want your clothes washed?" Weiss asked after reading through the greeting card.

"They offer that here? Sure!" The red-head exclaimed, who was admiring one of the portraits. 

Dumping their clothes in the designated basket, Weiss sauntered her way over to Nora's side to also admire the portrait. The photo was of a girl with four breasts, each larger than beach balls and spraying a large volume of milk.

"That's a nice piece of artwork." Weiss commented, reaching over to start stroking Nora's dick, making the other girl moan softly.

"It sure is~ What do you say we grab a drink and find out where these Enhancers are?" Nora suggested, her balls now at their full size and a bead of pre-cum dribbling from her dick.

"I like the way you think~" Weiss flirted, letting go of Nora's dick and taking her hand to lead her over to the small bar. They took it a bit slower than normal as Nora's balls made it slightly difficult to walk normally.

The bar was a very simple set-up, though it seemed to lack alcoholic beverages of any sort but had plenty of soda-water and brightly coloured tablets in labelled boxes. On the bench was another card detailing how the tablets worked. 

"Luna's Melons Bar." Weiss read. "This pamphlet holds all you need to know about the Bar and how it's functions work. To start pour yourself a glass about three-quarters full of the provided Soda-Water." Looking to Nora, she found the red-head had already grabbed two large glasses and was ready with the soda-water. A nod from Weiss and Nora started filling the glasses.

"Once you have your glasses ready it's time to choose your desired enhancer's. On the counter should be a series of containers, separated into Women, Futanari and Both. The tablets are designed to enhance a certain aspect of the one who takes it. They are also designed to enhance one aspect each and no others. For instance, a Breast Expansion tablet will do just that. One can mix and match any tablets for multiple effects without harm. 

There is no issues with accidently taking the wrong tablets. A Woman taking a Futanari tablet should experience little to none of its effects and vice-versa.

Notice. The tablets can be mixed and matched at will, but only one of each type can be used at any given time. If another of the same type is used, the effects are cancelled out."

"That was a lot to take in." Nora said after a moment, her eyes lighting up as she read the labels of the containers.

"It was. But it was easy enough to understand." Weiss agreed, sliding in next to Nora to see what was on offer.

The counter was set up almost exactly as the pamphlet had described: there were labelled containers full of colourful tablets sectioned into three groups that were also labelled. The more labels the girls read, the more their mouths watered in anticipation.

Making up her mind, Weiss grabbed a red tablet labelled 'Breast Expansion' and dropped it into her drink, where it started fizzling away. She contemplated adding more but decided to keep it simple for starters. Grabbing her drink, she sauntered over to the bed to wait for Nora to join her.

Nora, on the other hand was struggling to decide which one she should start with, they were all very appealing choices. In the end she decided on a purple tablet labelled 'Cum Production'. Just as she was picking up her glass, she spotted a container of white tablets that made her eyes light up even more. Grabbing one, Nora headed over to the bed, making sure to swing her hips in a sexy way.

"What do you have there?" Weiss asked as Nora sat down.

"An extra one for you, if you want it." Nora purred, batting her eyes slightly.

"Depends. What does it do?"

"It's labelled as Milk and I really hope it does what I hope it does!" Nora beamed, practically vibrating with excitement.

Thinking it over for a moment, Weiss grabbed the tablet out of Nora's hand and dropped it into her drink, watching as the water slowly turned pink. Raising her glass, Weiss tapped it against Nora's and the pair downed their drinks in one go.

"That was a bit sour. Tasted decent at least." Weiss cringed, screwing up her face slightly.

"Mine was way too sweet, and I did not like the grape flavour either." Nora grunted. "How long do we have to wait?"

Weiss didn't need to answer, her bust had already started expanding. As her bust grew, Weiss' core suddenly felt like it was on fire and shot her hands down to try and relieve it. The more her breasts expanded, the more milk sprayed from her teats, dousing Nora's front in the white liquid. In a matter of minutes, the Heiresses breasts had grown to be the size of her head and showed no signs of slowing down yet. It wasn't until Weiss had a mind blowing orgasm did her breasts start slowing their growth. By the time they stopped, they were substantially larger than basket ball's and had retained their perkiness with milk still spraying from the Heiresses engorged nipples and soaking Nora.

"Now that was certainly something~" Weiss moaned, groping her enhanced bust and noticed that, despite the amount of milk that was spraying out of her teats, her breasts weren't getting any smaller or lighter.

"It definately was~" Nora breathed, reaching her hands up to feel the massive bust sitting in her face.

Moaning at Nora's soft touch, Weiss reached up and brought her in for a deep kiss. As they made out, Weiss pulled the both of them down so that Nora was lying on top of her. Breaking away, Nora backed up a bit and lined her dick up with Weiss' soaking folds.

"Let's find out what mine does~" Nora purred.

"Let's~" Weiss breathed.

Sliding her throbbing dick into the Heiresses core, the pair moaned louder and louder as more of Nora's dick disappeared. Hilting herself on Weiss' crotch, Nora locked their lips together and slowly thrusted her hips, her hands reaching up to grope the Heiresses mounds of flesh. Moaning into the kiss, Weiss reached around to grope Nora's plump ass as their tongues fought for dominance. 

Pulling away, Nora licked her lips as she brought both of Weiss' spraying teats together and latched onto both at the same time. Wasting no time, she started suckling on the Heiresses teats, making her moan louder than before. With the amount of milk that Weiss was producing, it didn't take long for Nora's belly to start swelling and pressing into Weiss' belly. With the increasing pressure pressing down on Weiss' belly, and consequently Nora's dick, the futa could feel her climax approaching as she started thrusting harder and faster. As Nora picked up the pace, Weiss' moans became cries of ecstasy. 

With a final, hearty thrust, Nora's orgasm came crashing over her. Moaning around Weiss' teats, Nora could feel the Heiresses belly starting to swell and press into her own, still expanding belly. Being filled with cum for a solid 5 minutes, Weiss' belly had quickly caught up to and overtaken Nora's belly in size, making it harder and harder for Nora to keep drinking the Heiresses delicious, sweet milk.

With an audible gasp, Nora popped off Weiss' nipples as her expanding belly had simply grown too large for Nora to keep drinking at the same time. When she let go, Nora looked like she was ready to give birth with the amount of milk she had drunken, while Weiss was approaching the size of a beach ball and still growing.

"Mmm~ What did you take~" Weiss moaned, caressing her swollen bust as her growing belly cut off her sight of Nora.

"Mmmm~ I took a 'Cum Production' tablet~" Nora breathed, leaning back on her hands as she continued to pump the Heiress full of cum, their belly's delightfully pressing together.

A solid 15 minutes of non-stop cuming later, Nora's balls had finally run dry and Weiss' belly was now covering almost the entire bed. Having finally stopped, Nora was happily nuzzling into Weiss' hair as she groped her large breasts, the pair having repositioned themselves before Weiss got too big.

"It's about time you finished~" Weiss breathed.

"It is, but it was fun while it lasted~" 

"Quite. Now how about you come around here and get yourself a drink. You have to keep your fluids up after cuming that much~" Weiss teased.

With a smirk and quickly manoeuvring herself around to be as close to Weiss' front as their swollen belly's would allow, while keeping her dick firmly inside the Heiress, Nora latched onto one of her spraying teats and started greedily started suckling again. 

Moaning as Nora's tongue worked its way around her swollen nipple, Weiss gently nursed the futa's head as her belly started expanding again, but not as quickly as it had earlier. As her belly became larger and larger, Nora could feel Weiss start rolling her hips and her balls starting to fill up again but strangely the urge to cum didn't get any stronger.

"Mmm~ I don't think that's going to work~" Nora moaned, popping off Weiss nipple to speak before immediately latching back on.

"Why's that?" Weiss asked, stopping her hips.

"Cause my balls are filling up but I don't feel like cuming." Stopping long enough to speak again. "That doesn't mean you have to stop though~" She flirted, sending Weiss a wink and giggled as she started rolling her hips again.

It took twenty minutes before Nora decided that she had had her fill, her belly about half the size of Weiss'. In that time Weiss' breast hadn't shrunken at all and the Heiress had climaxed on Nora's dick, soaking the futa's crotch in her juices. Releasing Weiss' teat, the pair bumped their foreheads together as they revelled in the afterglow of their night.

"That was fun." Weiss stated, giving Nora a quick peck.

"It was." Nora agreed, returning the kiss.

"How long until round two?"

"Probably tomorrow. Cuming that much took a bit out of me."

"Good idea. Good night."

"Night."

Locking their lips together one last time, the pair drifted off in each other's embrace, excited for what tomorrow might bring.


	2. The Morning After

**Notes for the Chapter:**

> This chapter contains Breast Expansion, Nipple Penetration, Cumflation, Multiple Dicks, Dick Growth and Belly expansion  
If you don't like any of these, then don't read.

Waking up mid-morning, Nora found herself in Weiss' warm embrace. Looking outside revealed that it was still raining. Remembering the pairs night, the futa rubbed her significantly smaller belly. Looking at it, Nora guessed she looked to be pregnant with triplets and due any minute. Feeling movement next to her, Nora looked over her lover and saw that Weiss' bust was no longer spraying milk and had shrunk slightly but her belly was still double the size of Nora's.

Gently peppering kisses on the Heiresses cheek was what woke her up. Weiss' half asleep brain took a minute to register what was going on before she gladly returned the favour.

"Good morning~"

"Mornin'~ You sleep well?"

"I slept amazingly. It might be because I had such a cute little shoulder to sleep on~" Weiss flirted, making Nora blush.

"Oh, stop it~ You're making me blush~" Nora giggled.

"You love it~ I know because you're getting hard again~" It was true, Nora's dick was hardening in the Heiresses folds.

"Mmm~ Looks like round two will be here soon. Would you like a drink?" Nora asked, rolling her hips as best she could.

"I would love one~"

"Anything in particular?"

"Hmm... Surprise me~" Weiss decided, giving Nora a kiss.

Standing up as best she could so Nora could walk over to make their drinks, Weiss rolled forward so that she was resting on her swollen belly, her enhanced bust just hanging over the edge of the bed. Watching Nora saunter over to the bar, her belly sloshing side to side as she walked, Weiss raised her hands to her bust to properly feel the massive mammaries. They were slightly smaller than her head and were rather sensitive to her touch, making her moan softly as she ran her hands over them. A faint fizzing sound alerted Weiss to the fact that Nora had made up her mind and was making their drinks.

A couple of minutes later, once Nora had added everything she wanted to their drinks and they were properly mixed, the futa grabbed them and sauntered back over to Weiss. Seeing the Heiress resting on her swollen belly, her feet barely able to reach the bed were curled up on either side of her belly as she played with her enhanced bust.

Looking up to see Nora walking back over to her, Weiss' eyes trailed down the futa's body to her dick, which was sticking straight out and pressing into her belly as she walked. Nora's balls were now full again and in need of release, if the trail of pre-cum dribbling from the tip was any indication. 

Handing over Weiss' drink, the Heiress noted that it was green in colour while Nora's was a mixture of blue, orange and gray.

"So do I get to know what these will do? Or do I find out the 'fun' way?" Weiss asked, taking her drink.

"That's up to you~" Nora sing-songed, swirling her drink.

"Hmm... Let's find out the fun way~" Weiss purred, lifting her glass to her lips, waiting for Nora to do the same.

Raising her glass and downing it in one go, Nora fought back a shiver at the incredibly sour taste of her drink, while Weiss seemed to actually enjoy hers.

"That was rather pleasant. It looks like you can't say the same." Weiss said, licking her lips.

"No I cannot." Nora grumbled, sticking her tongue out in disgust. "Oooh~" she moaned, feeling an intense heat building in her dick and balls.

From Weiss' position, she could see Nora's dick starting to thicken at an incredible rate. Within the space of a minute, Nora's dick had gone from the thickness of a soft drink can, to almost the size of her thigh, where it finally stopped, leaving Nora panting heavily. Watching it closely, Weiss could see seams beginning to form along her dick. Soon the Heiress was staring at three heads where there used to only be one and the seams deepened and travelled to the base of Nora's dick, leaving three dicks throbbing underneath the futa's swollen belly.

Panting heavily, Nora wasn't given much of a break as the heat in her balls suddenly intensified. Two faint pops were heard in the quiet room, then a low gurgling sound was heard. Unseen by Weiss, Nora's balls began to expand, but not in the normal, even growth their group was used too, but rather a second set of balls was growing inside Nora's sack. 

As the new set of balls grew, more pre-cum was spurting out of Nora's three dicks. Barely able to keep on her feet, Nora dropped to her knees as the intensity became too much for her to handle. Nearing the size of her original set, Nora felt herself beginning to slowly rise off the ground. Looking back, she could see her new set starting to show itself around her plump ass. As the growing slowed, Nora was finally able to catch her breath, her hands reaching back to feel her new assets.

"Fuuuck~ That felt good~" Nora breathed.

"Are you alright?" A concerned Weiss asked, looking down at her lover. 

"Never better~"

"Do you need a minute?"

"That's probably a good idea." Nora agreed, sitting on the edge of the bed, in front of Weiss with her head between the Heiresses breasts. 

Gently squeezing the soft mounds around her head, Nora closed her eyes and sighed happily. Hearing the Heiress moan softly made her grope her breasts more, which was rewarded by Weiss planting her lips on Nora's in an up-side down kiss. Deepening the kiss, the pair parted their lips to let their tongues fight for dominance between their mouths.

Pulling away once she felt recovered, much to Weiss' protest, Nora stood and turned to once again face her lover. With a spark in her eye, Nora lined two of her dicks up with Weiss' nipples. Easing them in, Weiss was surprised by the lack of pain she felt from this and realised that there was a third dick that was being left out. Kissing the throbbing member as it came closer to her mouth, Weiss could feel Nora's other two dicks reaching deeper inside of her bust.

As soon as she was able to, Weiss wrapped her lips around Nora's dick and started sucking, making Nora gasp then moan loudly. Weiss had managed to inhale about a third of Nora's dick before she stopped moving forward. Looking down as best she could, Weiss could that Nora had hilted herself against Weiss' bust. 

As Weiss began eagerly sucking on Nora's dick, the futa had to lift her swollen belly over the Heiresses head in order to slide more of her dicks into the Heiress. Feeling Weiss' bust pressing into her crotch, Nora felt Weiss start bobbing her head as best she could, making the futa moan louder and louder as her climax came closer at a rapid pace.

A sharp shriek was the only warming as Nora's orgasm came crashing over her, sending thick ropes of cum shooting down the Heiresses throat and into her breasts. As Nora came, Weiss noticed something: all of Nora's dicks were growing. While it was mostly length they gained, they did gain some girth as well, stretching out Weiss' throat as it slowly crawled down.

As Nora pumped cum into Weiss' breasts, she was slowly pushed away by the expanding orbs of flesh. Soon the Heiresses expanding bust was out-growing the speed of which Nora's dicks were growing, meaning that the dick Weiss was sucking on was slowly being pulled out her throat, despite the pairs best efforts to keep it there. Slowly but surely, Nora's dick was being pulled out of Weiss' mouth, even though the Heiress was trying to grab it with her hands and keep it in place.

With a loud 'pop!' Nora's dick popped free of Weiss' mouth and sprayed cum all over her face. Fortunately, Nora's flow of cum was slowing down, so there wasn't that much going to waste, despite Weiss' face and most of her further enlarged breasts being covered in it.

"That was great~" Nora panted, the flow of cum coming to an end.

"It was~ Shame that I can't reach that extra dick anymore." Weiss agreed, reaching down to idly stoke Nora's dick.

"Don't worry about it~ I can take care of that~" Nora cooed, grabbing her dick and positioning it around her belly, before wrapping her lips around it.

As she began sucking her own dick, Nora also started thrusting into the Heiresses swollen breasts. With Weiss' heavy bust almost reaching the ground from the bed, Nora was having a difficult time maintaining a steady pace and sucking her own dick wasn't making it any easier. As she thrusted, Nora could feel her four balls bumping into each other, sending a small jolt of pleasure with every hit.

As Nora busied herself with fucking her nipples, Weiss was trying to take care of the growing heat that was building in her core. With her belly as big as it was, it was making it rather difficult to get her hands down to her glistening folds. By the time she had managed to get her hand in a comfortable enough position, she noticed that Nora was thrusting much harder than she was moments before and her muffled cries were going up in pitch as well.

With a loud muffled shriek, Nora came for the second time that morning. Filling Weiss' bust even more and inflating her own swollen belly as well was an experience Nora wouldn't soon forget, then her dicks started growing again. The pair that were deep inside of Weiss' teats grew without issue and made the Heiress moans skyrocket in pitch, it was the one she was sucking on where things got interesting. As it grew, Nora felt it reach the back of her mouth and felt in struggling to go anywhere. As she was trying to move her head to release the growing dick, Nora was shocked and pleasantly surprised to feel it start crawling down her throat.

Moaning loudly as the cum-spewing dick crawled further and further down her throat, Nora could feel her belly swelling at a steady pace as well, groaning and sloshing quietly with every little movement the pair made. It wasn't long before the futa felt the weight of Weiss' bust rapidly come off her dicks, signifying that they were now resting on the ground and still expanding. Caught in the throes of her orgasm, Nora barely registered the feeling of Weiss' hands caressing her expanding belly.

It took almost twenty minutes for Nora to finally stop cuming, but when she did her belly rivalled the size Weiss' had reached the night before and the Heiresses bust was bordering on double the size of that. Panting heavily, Nora tried to pull her dick out of her mouth, but found it was just too big to pull out and would have to wait until the effects of the Enhancers wore off later that day.

With Weiss, the Heiress was revelling in the afterglow of her own orgasm, peppering soft kisses on Nora's swollen belly that was resting just in front of her face. 

"Now that was fun~" Weiss breathed, nestling her head between her swollen breasts.

"Mmf!" Was all she got in response.

"You alright over there?"

"Hm-Mf!" 

"Alright. I'm going to have a little nap. If I wake and find myself bigger. Well, I'm not going to complain~" Weiss cooed, shutting her eyes.

The muffled giggle from Nora and gentle thrusts she could feel put a smile on her lips as she drifted off.


End file.
